The Way You Look Tonight
by thewriterinme
Summary: Quinn Fabray, a soldier during the Second Great War, has a memory left in her hometown of a girl who won't let herself be forgotten. Set back and forth through the years.
1. Chapter 1

**This had absolutely no editing and it was just an idea that struck with me when I listened to this song last night. I know I should be working on Come On Get Higher (and I am!) but I just _had_ to stop working on my homework to get this out. **

**The Way You Look Tonight - Faberry One-shot:**

It's midnight on a Saturday night in the small town of Lima, Ohio. She's here to spend the weekend with her family before she's sent back to the war in Western Europe.

1943, two years since the United States has joined the Second World War, and four years since she's last been here. She takes a swig of her rum and coke and tries to swallow the guilt she feels for leaving.

She's not unhappy, she reminds herself. Her job as Colonel of the Infantry keeps her busy and she is good at what she does. She enlisted because what greater honor does a woman have than in serving her country?

She takes another swig and drops her head alongside her hand. Her forehead rests on her hands on top of the bar counter. This specific bar is where she last saw that smile. It's where she last witnessed that laugh and those plump, red lips speaking to her. It was behind this building where she made love to that body and where she made known her plans to enlist and leave Ohio. It was her damn ticket out of here and she has no regrets. Not many anyway. It was here she last saw those eyes cry and cuss at her and walk away.

She lifts one hand and runs it on top of her blonde hair, medium length and slick, combed back into a tight bun resting right at her nape. Her army green hat sits next to her left hand on the counter.

The sound of the band playing finally breaks her away from her thoughts as she recognizes the song. It was her favorite song in 1936 when it came out and she was still a teenager. She used to dance to it all the time with her best friend, and they'd pretend to be just married, dancing to it for the first time.

She mouths the words alongside the African American man leading the big band. She turns around on her stool, crossing one leg over the other and leaning back to position her elbows on the countertop. One hand holds the drink, the other swipes across her bottom lip.

She likes to watch the couples dancing. They all look elated. Other men and women, who came home with her for their leave, dance and twirl around their loved ones and friends in their dazzling uniforms. For this night, this weekend, this mere moment, they're all humans forgetting the tragedies of the war they left behind - an ocean away.

She's observing the scene roll out in front of her - everyone having a good time - with a tentative smile on her face. There's no point in lying; she has looked for her, the girl she left behind... The best friend she used to play pretend with and daydream alongside her while in reverie of what happened the night before.

Her hazel eyes have had the privilege to marvel wonders of the world she never could have had she stayed in Lima. They've seen beautiful things, cities, people, women. They have also witnessed destruction and sadness; anger and ugliness. Still, her eyes belong to watching brown eyes stare back into them. Her eyes are searching for the ocean she so loves to sail. No such luck yet.

The song is ending when she decides to light up a cigarette. Her best friend and she would smoke cigarettes together by the Smith's farm, hiding from their parents.

Of course, it had been her best friend who first managed to steal two cigs from her father and a lighter from her grandfather. She had dragged her behind the barn of Smith's Farm and coerced her into trying with her. The smoke burned her lungs at first but her best friend took a drag, held the smoke in her mouth, and then released it into hers the second time. She couldn't shut her eyes as it was happening because those soulful, smoldering eyes were looking at her and they held her as a prisoner.

She shakes the memory away, realizing she had been staring at a random point on the far wall across her. And the she realizes that what really broke her away from the images in her head had been the melodious, bubbly laughter of the brunette coming in with two friends framing her.

And there she is.

Her lips and mouth went dry. Her brain went blank. The cigarette was being loosely held by her fingers, and her chest felt like it was contracting. Still as gorgeous as ever.

The girl hadn't seen her yet but she didn't miss the way her hips sauntered as she passed men and women, flirting her way inside. The girl to her right was a tall blonde with incredibly fair skin and blue eyes. She was wearing a light blue dress with white hearts and a white headband. The other girl was a Latina with smooth tan skin, not much taller than her, in a green dress and black heels. They were both beautiful but somehow she couldn't stop staring at her once best friend - the girl she grew up loving and the girl she left behind - make way to the dance floor with a blonde guy with green eyes.

Her legs seem as if they go for miles in the short red dress she's wearing, hugging all the right parts. The lipstick she's wearing is as red as the dress, as red as she's always worn. Her hair is in a ponytail, up on her head, and her bangs fall across her forehead.

She watches as realization hits her and she finally seems to notice the amount of soldiers in the bar. She squints her eyes, looking for someone who probably won't be there because she never is. For four years she's looked when soldiers stop by Lima and she's never he -

The eye contact sizzles across the room. Her arms fall from around the blond man's neck and are limp next to her body just like that fateful night years ago when Quinn told her she was leaving. She doesn't know whether to run away, cry or smile. For a long while she doesn't do anything and Quinn maintains eye contact.

She breathes in the smoke of the air around her and takes in just how dazzling Quinn Fabray looks in that uniform. Finally breaking out of her daze, she snaps her head to look away, to find her friends but they are gone probably already with Noah Puckerman and Artie Abrams.

When her eyes roam back to the stool where Quinn is sitting, the blonde tips her head in silent acknowledgment and pulls a drag of her cig when she looks back up.

Quinn can see every emotion riding out on Rachel's eyes. She's angry and hurt, confused even. But she seems to be relieved and hopeful. She doesn't know how far she can go; how far she can push Rachel Berry - the gorgeous brunette with the swingin' attitude.

She waits patiently and watches the guy try to pull Rachel back in to keep dancing but the girl simply walks away from him and toward Quinn. Her cigarette is nothing but a butt quietly wasting away.

When the girl is in front of her, merely an inch away, she forgets how to breathe. She stands up reverently and nods again, avoiding eye contact. She picks up her hat and holds it firmly in her hands.

Rachel's eyes dart to the rest of cigarette trapped by her fingers and then up to her lips, "you know, you should quit that. It's a bad habit." The she looks at her with a challenging expression which also kind of says, 'where the fuck have you been all this time, you asshole?'

They both shift their weight and Quinn sighs. Because of course Rachel won't let her have it easy, forgive her just because she's back and let her kiss her. (She has missed those lips every day she was away.) She turns around and puts the cigarette remains in an ashtray filled with other rests and then rubs her hands on her pants. "It only got worse when I was overseas. You don't smoke anymore?"

Rachel almost smiles but then she shakes her head no and cuts to the chase, "Are you back for good?"

"Just the weekend and then I go back to North Carolina on Monday and then we leave for France on Friday."

"Are you happy, Quinn?" Rachel won't give her a break. She's tired and incredibly lonely and all she wants is to hug her best friend but she can't because there is a huge wall built around both.

She considers lying but she could never lie to her Rachel, her little star. "No."

Rachel cringes and it seems to Quinn that even though Rachel wanted to be upset at her for leaving she wasn't happy that Quinn was unhappy. They both look away.

Quinn can't take the physical hurt in her heart by this encounter. She had hoped it'd go by a lot differently and that Rachel would have run into her arms as soon as she saw her. Instead they were inches apart but couldn't reach out for a hug.

"I really loved you, you know." Rachel whispers at nothing to her right. She's watching more men in uniforms come in with girls in their arms.

Quinn tries to ignore the use of the past tense but she can't, "Loved?"

"Yes!" Rachel's eyes snap to hers again and they're on the verge of tears. "Loved! I didn't even know if you were alive for the past four years, Quinn! You never wrote home. I had to move on and I had to find a way to be happy without you."

Quinn heard the words, she heard them but she didn't want to believe them. She flattens her hat over and over with both hands in front of her and Rachel watches as Quinn's eyebrows frowns fixated on the action. "Are you?" She finally asks, "Happy, I mean?"

Rachel's composure fails and she starts to cry. She wipes her eyes viciously with the back of her hand and looks embarrassed when she notices the people around her can tell she's crying. "I have to go, Quinn. I'm so sorry but I'm so relieved to know that you are alive. Good bye." She turns on her heels and storms out of there like a tornado, pushing people out of the way.

Quinn is in shock for a few seconds. But she knows Rachel (or so she hopes she still does) so she fixes her hat on her head and bursts out the bar, in search of her. Rachel always stormed out on her when they were younger and got in a fight and Quinn would be right. But Rachel never went too far, usually she would sit down and wait until Quinn found her, wrapped her arms around her and soothed her. They would compromise (Quinn would) and they'd make out.

She turns in the alley from four years ago and sure enough, Rachel is there, not sitting but leaning up against the brick wall with her arms crossed and eyes closed as she tried to contain the sobs. The girls from earlier were also there, caressing her arms and drying her tears with a handkerchief. Quinn approached them slowly with both hands in her pockets.

The Latina is the first to notice her and she seems furious. She groans and walks away from Rachel toward Quinn. "Aren't you satisfied yet? She's a fucking mess already!" She shouts. "You should just be glad that B and I were out here smoking with Puck and Artie and I saw Rachel storm out."

She took a threatening step forward and Quinn took one step back.

"San," the blonde girl calls out. Both Santana and Quinn look to Brittany and Rachel. Rachel has stopped crying but still looks hurt. "We should just let them talk."

"But B -" She starts to protest but stops short when Brittany throws her a glare. "Fine." She says and looks back at Quinn. "One last chance, Uncle Sam, and if you make her cry again I'll beat your ass and no Army training will save you."

With that she huffs and looks at Brittany who quickly shuffles to her side, squeezing Rachel's right shoulder when she passes her. "Good luck," she winks at Quinn and laces pinkies with Santana before they both disappear around the corner.

The faint light above the back door to the bar is the only thing illuminating the alley but she can see Rachel's face perfectly. She doesn't hesitate nor cares about boundaries this time and pulls Rachel into her arms for a long-needed hug.

"I miss you," Rachel breathes on her neck. She feels the words vibrate against her skin and it mends her broken heart just a little bit more.

"I miss you every day," she admits. She has it tattooed above her heart, on her collarbone - a heart that Rachel once drew on a tree they used to hang out by and next to it one of e. e. Cummings most famous works: 'i carry your heart with me [i carry it in my heart].' "But I've kept you with me, I promise."

Rachel's hands are holding on tightly to her collar, and she's holding Rachel close with an arm thrown around her shoulder blades. "I'm so glad you're okay." She says like it's a secret; like Quinn wasn't supposed to know that. She threads her right hand up Quinn's neck, lightly touching her fingertips to the blonde's now rosy cheekbones. Rachel is mesmerized this is the same girl from all those years ago.

She's still beautiful Quinn but now she's broken. She doesn't carry the entire livelihood she once did in her eyes. Her face looks a little older than just 24 and she can see a scar from her left temple down to the bottom of her ear but it's very faint. She lets go her left hand from Quinn's collar and touches the scar instead, just as sweetly as she had touched the cheekbone.

Quinn's eyes close as she remembers that day but then she feels the soft weight of Rachel's lips on her scar and sighs.

"What happened here?" Rachel asks, her mouth still poised over Quinn's ear. Quinn visibly shivers while she thinks of a way to put this without making it as gruesome as it was and have Rachel faint. While she waits for her answer, Rachel kisses down her jawline to her chin and then down her long neck.

Quinn can't remember her words and tilts her head to the side.

"Quinn?" Rachel prompts.

"Accidental knife fight in the cafeteria at Fort Briggs, in North Carolina, on my first year."

Rachel smiles against her skin and chuckles. "Accidental, baby? You were always trying to prove yourself here and honestly, I don't believe that." Rachel is kissing right where her shoulder and neck meet. And that plus the term of endearment she never thought she'd hear again seriously shut her up. She nods.

Rachel has an index finger hooked through that part of the fabric, pulling it away from Quinn's body. She did have to unbutton two or three of the blonde's uniform buttons but Quinn didn't seem fazed by it.

She dips her head some more and pulls the shirt roughly down, exposing the tattoo on Quinn's left collarbone. She gasps when she understands the meaning behind it and doesn't hesitate to place a wet, open-mouthed kiss on it.

"I carry your heart with me, I carry it in my heart." Quinn starts to recite. "I am never without it (anywhere I go, you go my dear);" Rachel stops and pulls back and looks at hazel while she speaks. She says the whole poem by heart until she's quiet and there's no sound around them but the quiet buzz of the light above the door. "Can I kiss you?" She asks.

Rachel keeps her tears at bay, or she tries to, but they start to free fall as she shakes her head up and down, yes yes and yes. And then she plunges forward back into Quinn's hold and the blonde has to actually hold her chin to still the shaky girl and kiss her.

Quinn takes three long strides forward, and Rachel stumbles backwards, letting the blonde guider her. They use the wall for support, Rachel's back hitting it with a soft thud; she lets out a low groan. "Oh," comes out of her mouth when Quinn's left hand reaches all the way down to where her dress flows freely under her knees and drags it all the way up, caressing legs, thighs, and stomach to her breasts. She cups the left one and feels Rachel's hardened nipple through the fabric. Their kissing is increasing in intensity. "Quinn." Rachel says, mouth latched to the blonde's again.

"Yeah?" She asks, concentrating on feeling all that is Rachel. She's sucking on her bottom lip and only when she lets it go can Rachel speak again.

"That's all. Quinn." She explains and Quinn understands. She's here. She's finally here and they're finally here together. In the flesh. It's all real, right? "This is real?"

"Yes, I'm here, Rach." She assures her. "Only for tonight though." She has to remind them so they don't have the wrong idea of this.

"I need you to touch me." Rachel says, already grabbing Quinn's right hand from her waist and leading it to her wet center. "I need to feel you inside and everywhere." She husks into Quinn's ear. "Because I don't know when I'll see you again and I wasn't sure I'd ever see you again." She's starting to ramble, so nervous but exhilarated. Quinn starts to move one finger inside of Rachel's folds, feeling just how wet the girl is.

"Shit," she says at the same time that Rachel moans, "Fuck."

"Right there, baby. Right there." Rachel instructs as she bucks her hips forward onto Quinn's hand. Quinn dips her head and takes the girl's right breast with her mouth, nibbling on her nipple and licking and sucking hard. By now Rachel's dress is completely undone (thankfully it has buttons on the front). Quinn opens her eyes to watch as a second finger feels Rachel slit wet for her. She sees how the girl's muscles are contracting and expanding to her ministrations. "Fuck, Q. Q. It's you. You're here." She has to keep retelling herself that because it all still feels so surreal.

"Rach," Quinn says, panting against the tan skin of her chest. "You feel so good," she asserts as she starts to fill the girl with her two fingers. It slides in easily.

Rachel lets out a moan and grabs Quinn by the neck, pulling her mouth back up for a sloppy kiss.

"Take me, Quinn. All of me." She begs.

Quinn starts to frantically pump in and out of Rachel, holding onto the smaller girl by wrapping and arm around her waist and making Rachel wrap her legs around Quinn's stomach. Rachel bounces up and down on her fingers, and as uncomfortable as the position is, right up against the brick wall hurting her back, it feels so amazing.

Rachel's hips roll deliciously to cause the much needed friction. It's fast and then it's slow. Quinn uses her thumb to find Rachel's clit and the brunette releases a shaky breath and a moan at the same time when she feels it. "Quinn." She says, at the edge of the pending orgasm. "Quinn, this isn't it for us, right?" She asks.

Quinn refuses to listen, she makes Rachel set her left leg down and spreads her right leg open wider with her left arm. Her hand is under the girl's thigh, keeping her spread. She has an incredible view of Rachel's sex under the crappy lighting from here, even though her underwear is still on – well as on as it can be at the moment. She trails the hand down and circles the clit while her right hand is still working on scissoring and dragging inside of Rachel. She finds that spot she knows makes Rachel's knees buckle and it does, but she's right there, body flush against Rachel's, keeping her up.

"Fuck!" Rachel yells when Quinn inserts yet another finger in the tight hole. "Oh, baby. You'll be back – you'll be back. Tell me you'll be back."

The blonde soldier shuts her up with a sloppy kiss, dragging Rachel's tongue inside her mouth and tasting it again and again. She feels Rachel moaning and moans, too. "I'll be back." She promises and hits Rachel's sweaty forehead with her own. "I will. Now come for me, little star."

Rachel bounces on the fingers three more times as Quinn thrusts upward, and her arms are burning but when she feels the walls tighten and Rachel's entire body vibrate, it doesn't matter. She draws out the euphoria Rachel's feeling by slowly pumping and only when Rachel slacks in her arms completely does she pull out. She braces her arms behind them on the wall and Rachel tightens her arms around Quinn's neck to keep herself up. "You'll be back." Rachel says, once she has regained use of her voice and her vision is not funny anymore. She focuses in on Quinn's frowned eyebrows and kisses her on the cheek once. "You promised."

Quinn looks at Rachel, "For you, I will."

Rachel exhales loudly and sniffs, "Quinn – I, should have told you but I have a fiancée and he's on his way to meet me here tonight. I wasn't expecting you." She reveals.

Of course Rachel didn't wait for her. Why would she when Quinn just got up and left? Just because she hadn't been able to love anyone else or even care in the slightest (not like she had much choice anyway), it doesn't mean Rachel wouldn't have. She hadn't asked Rachel to wait for her, but is it too much to ask now? She untangles herself from Rachel and is thankful that she fucked her and not the other way around because she feels extremely betrayed at the moment.

Rachel feels exposed. Her entire dress is undone, bra roughly pulled away from her breasts, her nipples showing. Her underwear is drenched. She looks at Quinn with tense eyes.

"I _need _you to tell me to wait for you." She defends herself and starts to button her dress.

There is an uncomfortable feeling between Quinn's legs. She's incredibly turned on by the sight of Rachel and what just happened and she didn't get off but she can't even begin to care about that when Rachel just told her that she's engaged.

She remains silent, looking down at her boots until Rachel keeps talking, "If you tell me to wait for you, I will break off my engagement to Finn and –"

"Finn Hudson?" Quinn asks, with a hurt tone. Finn Hudson, the boy who used to make fun of the girls as they grew up. The boy who made fun of them but also stole Rachel's first kiss, which Quinn always thought it belonged to her.

"Yes." Rachel admits sheepishly. She looks down because she can't bear to feel Quinn's judging gaze on her. "Quinn – I'm sorry!" She reaches forward and grabs the blonde's hands in hers. "I was lonely without you. I wasn't sure –" She trails off and hopes Quinn understands. Rachel bites her lip and then says, "But I still love you. I always will." She leans forward and captures the blonde's swollen lips again to cement the assertion.

Quinn moans. She can't help it. Rachel keeps kissing, harder, longer, needier. There are tongues battling for dominance. "Tonight." She says. "Let me have you all of tonight and then you can go back to him. Come with me tonight, though." She propositions. So now they're an affair. She had rights to Rachel before; or privileges but now she's stuck to fucking her behind an old bar, and propositioning her to a night of illicit loving.

Rachel doesn't hesitate. She nods. "Okay. Take me with you." They both finish buttoning up her dress and Rachel tries her best to make her hair look presentable. She fixes Quinn's hat on top of her head with a loopy-sided grin and says, "You look dazzling in this uniform, Quinn."

The blonde's lips smile quickly and Rachel sees just how broken she is. All Rachel wants to do is spend the night making love to Quinn, loving her body and tasting her all over again. "Thanks."

"You know, I heard our song the other day while getting ready for a night out with the girls. I cried in front of the mirror and they looked so confused because they had no idea what just happened. I always cry when I listen to that song." Rachel tells her as they intertwine fingers and Quinn starts to walk them to her childhood home where they had many escapades before.

For the first time Quinn smiles. It's closed off, reserved, and even a little self-conscious. Rachel can't even see her teeth but is surprised anyway. "That's funny." She comments and Rachel is about to protest how it could be funny when she was always so miserable but then Quinn says, "The band inside the bar had just finished playing that song when you walked in. I should've known." She then turns to face Rachel and their flushed cheeks get warmer.

_Someday when I'm awfully low,_

_ When the world is cold_

_ I will feel a glow just thinking of you_

_ And the way you look tonight_

Quinn puts an arm around Rachel's shoulder and tugs her closer as they pass in front of the bar and hear the faint sound of the piano, the brass, and the bass coming from inside. She can kind of make out the form of Rachel's friends dancing with each other and someone she recognizes as Finn Hudson, in a suit, hunched over the bar. She ignores all of it because tonight Rachel is hers. And she will forever remember her like this.

Rachel continues singing their song the entire way to Quinn's house. It doesn't take long. Quinn finds her father's old victrola and the Fred Astaire recording she kept it under her bed for when Rachel would come over. And for that night, until early morning, all they know is each other – making passionate love until their bodies can't take it anymore. Rachel cuddles into Quinn, their naked sweaty bodies pressed up against each other's and talks as much as she can, and as much as she can remember; telling Quinn of all she's missed and asking Quinn of all Quinn's been through. Quinn doesn't talk as often as Rachel does, but she runs her fingers through the shorter girl's hair, content to be here tonight, and just listens to her best friend and love of her life ramble.

_Cause I love you_

_ And the way you look tonight_


	2. Chapter 2

**Just a warning: this is angsty (and it's not a happy ending). And it takes you _back_ in time, not forward. Let me know what you think. I might work on a third part, in the future, after their meeting from the first part.**

The Way You Look Tonight, Part II

It's midnight on a Saturday night in the small town of Lima, Ohio. She's busy following her best friend behind the old red and white barn with the falling shingles. She smiles when she catches her smoldering brown eyes look back.

1939, three years since the first time they smoked together, and one year since they first made love. She never gets tired of watching the brunette come apart and then turn at her with a fucking satisfied grin and light up a cigarette. Sometimes they don't have the patience to wait to go all the way back to Quinn's house so they do it on top of the uncomfortable hay in the barn. Thankfully there aren't anymore animals around here.

She's so happy. One of her hands comes up and runs through the long, free-flowing blonde hair. It's really dark outside, but the reflection of the full moon on her best friends' eyes are bright enough for her. She catches up and grabs the girls' hand and they run together the rest of the way until they're panting and the smaller girl is trapped between her body and the outside wall of the building. Neither speak, both chests work extra hard to keep breathing, and their gazes burn.

Quinn bites her bottom lip and fixes her hazel eyes on the plump lips with the red lipstick. Rachel smirks and runs her fingers lightly up the slender neck in front of her, always mesmerized at how beautifully pale she is. She scratches her nails down the nape and giggles when Quinn growls in pleasure.

"Won't your parents be wondering where you are?" Rachel asks, knowing the answer.

"Don't they always? I'll come home and they'll yell at me for being out and alone without a chaperone." Quinn's parents come from affluence but she's never cared and isn't about to start now. They've always insisted that she comply with the rules of society, but Quinn Fabray has been nothing but an independent woman from whenever she understood herself as alive. Her biggest dream is to get out of Lima and travel the world - to see all the beauty it has to offer outside of the four corners of farmland of Ohio. Of course, she wants Rachel to be there with her and to witness it all with her but Rachel has other ideas for dreams. Her dream is to go out East, to New York, and become one of those Brodway gals with the beautiful dresses that flow miles behind them, makeup, and a handsome man in each arm.

Quinn always laughs at Rachel when she starts talking about the stage and then becoming a movie star, because she doesn't want the girl to know that she's afraid of losing Rachel to stardom. Usually Rachel will get upset, stomp her tiny foot on the ground and demand Quinn to support her dreams, so Quinn relents and goes back to kissing the girl.

It's not that she doesn't think she'll accomplish it, it's just she knows that she will - it's just a matter of time. So before the girl goes, she has to figure out something to do with her own life. What will become of _her_ when Rachel realizes that she's too big for Quinn and too big for a childhood romance.

That was what propelled her to enlist in the army. Rachel doesn't know yet. She's leaving in a week. She intends to tell her tonight.

Her fingers travel all over the topography of Rachel's face - committing things to memory so she won't forget when she's away. The brunette watches her with amused, confused eyes but doesn't stop her. She's always been patient with Quinn whenever she goes into deep thought - daydreaming about whatever. "Want to tell me where you just went?" She asks, genuinely interested.

Quinn giggles and dips her head to fit in the crevice between Rachel's neck and shoulder. "I went to Italy with you." She leaves a tender kiss right on that spot that makes the grin take over Rachel's face. "We went to Venice and you looked beautiful in your costume and mask for the Carnival."

"I did, did I?" She says and lifts Quinn's face from her neck to look into her eyes. They twinkle with love and passion and - something she can't recognize and _that_ kind of frightens her but she ignores it because it's not the first time in all her life she can't completely read Quinn. They've known each other forever and Quinn is the one person who knows everything about her without her even having to say it, but she's never been able to figure the blonde out quite as well. That's always infuriated her but it is what it is.

"You're always beautiful." Quinn tells her with a pained expression for one second and then she smiles, radiating - competing with the moon reflecting the sun.

Rachel wonders for a fleeting moment what is it about Quinn that's off tonight but she can't pinpoint it, so she leans forward and kisses her senseless.

Quinn kisses back with all the passion she can gather. And she feels a little bit wrong for doing this to Rachel when the brunette doesn't even know of her plans, but she keeps going anyway. She tastes her tongue, and her lips, and her teeth. And then she tastes her laugh, because Rachel starts chuckling in the most sexy way possible and it makes Quinn happy. Even if she feels like she doesn't deserve it right now.

"Wanna a smoke?" Rachel asks and distracts herself from Quinn's lips by sticking a hand in the long pocket of her gray skirt and pulls out exactly one cigarette. They'll usually share this first one, then Quinn will have the second one by herself, and Rachel will watch and be completely turned on by the come and go of Quinn's fingers from her mouth to hang in the air. She'll watch the way she pulls on the cigarette, dragging the smoke inside her lungs and then expelling it slowly through pursed pink lips, and she'll find herself licking her own lips when Quinn licks hers.

Quinn takes it from Rachel's hand and contemplates her delicate features. She takes longer than usual to let go of the softness and then reaches for the lighter in Rachel's other pocket, groping whatever she can, making Rachel laugh deliciously. She looks at Rachel through hooded eyes, while she lights the cigarette, and smiles around it when she catches Rachel's pupils dilate at the sight. Rachel shakes her head and steps forward, making Quinn take a step back, and grabs the cigarette from Quinn's mouth, making sure that she touches her fingers to the taller girl's lips.

It's not like Quinn planned to visibly gulp, but every time Rachel's fingers touch any part of her it's like she touches the very core of her being.

Rachel drags slowly, closing her eyes and allowing herself to feel the smoke filling her lungs. Quinn appreciates the image. And when Rachel's eyes snap open to look at her, she takes the cig from her best friend's fingers and throws it on the hard ground underneath their feet and steps on it with her boot. Rachel looks like she might protest but Quinn throws her a look and she shuts up, and Quinn picks her up by snaking her arm under Rachel's ass. The tan girl skips up on top of Quinn and opens her mouth.

Quinn tastes like tobacco and a little bit of whiskey - that they had earlier before walking here - and even a little bit of peaches - because Quinn has one a day when they're in season and they always remind Rachel of the fair girl with the blushing cheeks. Beautiful and fragile.

She also bites on Quinn's lip, as if she's taking a bite out of a ripe peach, and it makes Quinn groan.

"I can't wait to get under here." Rachel whines and jumps off Quinn's arms to start to pull up Quinn's dress to reach her undergarments. Quinn smiles because Rachel's always impatient when it comes to this part. She just wants to go right to the fucking and Quinn always wants to take her sweet time. Quinn fights Rachel's desperate hands and pins them above of Rachel's hand on the barn. She grins down at the frowning brunette, clenching her thighs. Rachel mutters under her breath, "I fucking hate you sometimes, Quinn Fabray," and then dives back in to continue kissing the other girl.

Quinn comes up for air and inhales the smell of Rachel's perfume and commits that to memory, too. She's _so_ happy, she tells herself, but she can feel the seams coming apart; she can feel herself start to break even though she's not quite sure when it'll happen.

"Do you want to go dancing?" She asks the beautiful girl underneath her.

Rachel brightens up and nods eagerly. "With you? Always."

Quinn readjusts Rachel's skirt back on right and then pats down some of her hair. She leans forward and kisses her once again before they find each other's hands and cross the farm to jump that fence and start walking down the darkened pathway back to town. They pass by the main house of the Smith's Farm and look inside. There's movement on the upper right window. Quinn wonders if it's Reggie - the son who went to The Great War and came back with some sort of mental illness. She shakes the thought away and focuses back on the smiling brunette looking down. Her heart twists inside and relaxes because she tells herself she's happy - and when she's out in the world she'll be happy even if she doesn't have Rachel. And she convinces herself that Rachel is Rachel and she can and will be fine without her. And she lies to herself and says that Rachel will forget about her soon enough and accomplish all of her dreams. And she doesn't even try to lie to herself that she'll forget about Rachel.

They make it to Vin's Shack right in time to catch the band getting back on stage after their break. Rachel smiles and tugs Quinn by the hand to the middle of the dance floor. She holds on to the girl's hands and sways side to side, and let's Quinn pull her in and push her out, and she glides easily on the floor.

Rachel's floating; she's dancing and floating. She's having the best time.

Quinn's drowning; she's dancing and drowning. She's in conflict with herself.

But she's happy.

By this time next weekend - by two in the morning of next Saturday - Quinn will be in North Carolina.

And Rachel will not.

And Rachel doesn't even know yet.

It breaks Quinn's heart that she's kept it a secret but it's not like Rachel would've ever let her enlist. She would've probably hit Quinn with every ounce of strength she could muster and not let her. She wouldn't have let her. She wouldn't have. And that's why Quinn couldn't have told her.

The band starts playing a familiar tune and Rachel gasps happily. "Someday when I'm awfully low and the world is cold, I will feel a glow just thinking of you and the way you look tonight." Rachel sings along with the same African American man who's always singing here. Quinn drags long, chestnut brown locks behind Rachel's ears softly and Rachel points at her and pulls her closer by the small of her back.

"Yes you're lovely, with your smile so warm / And your cheeks so soft / There is nothing for me but to love you / And the way you look tonight." Quinn sings at Rachel, letting her breath ghost over the girl's ear. She feels Rachel shiver as she continues, "With each word your tenderness grows / Tearing my fear apart / And that laugh that wrinkles your nose / It touches my foolish heart."

"We got married in Venice tonight?" Rachel brings up, barely above a whisper.

Quinn shakes her head in the negative, "We got married in Rome. We went to Venice for our honeymoon."

Rachel sighs, helplessly in love. "Lovely, never, ever change / Keep that breathless charm / Won't you please arrange it? / Cause I love you / Just the way you look tonight." She tilts her head in adoration, gazing up at the dazzling girl in the white dress swinging her around.

"You know I'll take you there one day right?" Quinn asks, promising the world to her breathtaking little star.

Rachel nods, completely sure, "I know, you." She reassures Quinn. That brief moment where she questions all that Quinn's keeping in her head comes back. She distracts herself though. She leans forward and whispers in Quinn's ear, "well, if this is our honeymoon, I need you to go make love to me."

Quinn doesn't need to be told twice. She leads their way out the door and she's going to take them home but Rachel tells her that no, there's no way she'll make it that long. She needs it right now. So Quinn nods, determined, and they run back out behind the bar. There's a cracked - but still working - light fixture above the backdoor and that's where they settle - just because Quinn likes to watch Rachel and Rachel likes to watch Quinn.

There's no need for teasing or foreplay because the entire night has been that, hasn't it? Dancing around each other, when both knew they'd end up here anyway? It's how they work. At the end of the day, Rachel will always make Quinn call out her name in that whisper and Rachel will always come silently with her lips in the form of an 'O.' The first time they did it, Quinn was expecting Rachel to be a lot louder when she tumbled the edge, so when she didn't she was definitely surprised; now she thinks it's the most beautiful thing about Rachel - that in that moment when she's most vulnerable, is when she's mostly quiet.

Quinn gets down on her knees quickly and pulls up Rachel's skirt. Quinn licks her lips and pulls down the _completely drenched_ panties. It pools around Rachel's ankles and so she lifts her legs, so Quinn can properly remove it. She then throws her right leg over Quinn's shoulder, bracing herself up against the wall. Quinn doesn't take a second longer to flatten her tongue against Rachel's clit and taste the juices. She hums appreciatively and sucks the bundle harder.

Rachel's hips buck without her intention but she can't control herself when Quinn's mouth is doing that to her. She as a grip on Quinn's hair and one on her own, forcefully holding onto both for dear life. "Yesyesyesyesyes. Right there." She instructs Quinn. The blonde smirks and dips lower. Her tongue circles Rachel's entrance a few times, and then a few more, and then she grips Rachel's hip with her left hand and uses the nails of her right hand to scrap down the inside of Rachel's thigh at the same time that her tongue enters Rachel's warmth.

Rachel can feel _it_ everywhere. All she knows is that now one of her hands is playing with her breasts _over_ her shirt and it doesn't feel that great. She wants to feel Quinn on them. She wants to have her mouth wrapped around the nipple but she doesn't want to have Quinn leave between her thighs for that. She growls frustrated and pulls her up anyway. Quinn looks confused for about a second but then Rachel's blouse is off and there's only a white bra. Quinn knows what to do - she discards the bra, throwing it on top of the shirt, and takes a perky nipple into the warmth of her mouth. She just likes having Rachel in her mouth - it doesn't matter which part of her (though she really enjoys some more than others). Rachel pushes Quinn's hand that's currently on her stomach down, down, and down until it's drenched with the same stuff that she was just tasting and Quinn moans. Rachel does too. She feels Quinn's rhythm picking up and she feels the tightness in her stomach increasing and building just like it's supposed to.

_You're lovely / never ever change_

Quinn doesn't warn her before she sticks two fingers in the tight, warm, glorious hole, filling in Rachel. The brunette gasps, jerks, and bites her bottom lip so tight she sees stars. She licks her lip, her mouth suddenly dry. Then she licks her lips again. Quinn's mouth is wet and it's on her other breast now, nipping and biting and lapping. She licks her lips again, Quinn's fingers touch every bit of her walls and they massage Quinn's fingers in return in a beautiful dance of pleasure and moans and love.

_Keep that breathless charm / Won't you please arrange it?_

There is no need for instructions for Quinn to find Rachel's spot. She rubs it and within moments Rachel's mouth hangs open and 'O's. She jerks repeatedly, her body falling forward and forward and Quinn scoops her up in her arms as she keeps gasping for air. Quinn's fingers are completely drenched and Rachel is gone - she is somewhere sunny and warm. The feeling is reaching from her toes to the ends of her hair, and Quinn's mouth sends tingles to those points over and over. Quinn contemplates her best friend - her _childhood and home_, really - and adores her. She is lovely.

_Cause you're lovely / And the way you look tonight_

The blonde trails up from where she's been kissing Rachel's breasts to her neck and her jaw and finally her ear where she says, "You're the most gorgeous girl I've ever known, little star."

Rachel giggles, finally aware of her surroundings and licks her lips yet again. Quinn feels it briefly on her cheek and without opening her eyes, fumbles her way to Rachel's mouth. Rachel moans and she swallows it, feeling the pleasure go down and settle uncomfortably between her thighs.

When Rachel is sure she can stand on own again she gives Quinn's mouth one last kiss goodbye before settling herself like Quinn had between her legs and takes no time in pulling down the girl's underwear. What she sees never stops to amaze her: Quinn waiting just for her - swollen and wet and beautiful. She takes a lick and Quinn bucks. She takes another one and Quinn moans, gasps, shudders, and grabs her by the back of the head impatiently to direct her where she wants it. Quinn is never impatient like this, but Rachel understands the _need__. _

She looks up through her lashes to witness Quinn's hand (one of which was _inside of her_) touch her breasts under the fabric of her dress which has been scrunched up impossibly. Rachel orders, "unbutton it," because she needs to see it and Quinn obeys faithfully. The buttons pop open one by one and Rachel watches with interested eyes until she can see the fingers working the nipples. She tastes Quinn even more eagerly and rakes her fingernails down Quinn's bare ass and pulls her even closer to her face. Her nose keeps hitting Quinn's clit and Quinn will inhale air every time it does.

One of her hands works its way around and her tongue leaves the entrance to work the clit and her finger enters easily. "Ohhhhh." Quinn sings.

When one isn't enough anymore, Quinn begs her for "more," and Rachel complies with not two but three and Quinn has no more control over her body - if she's _ever_ had any control over it around Rachel anyway.

Soon she's whispering, "Rachel," to the heavens above and Rachel is licking up her navel and her stomach - where she tongues 'Lovely,' - and up to her nipples and then her neck and her flawless jaw and her chin. Her thumb caresses the frown away from Quinn's brows and dances down her cheeks. She leans forward and they share another kiss - this time tender and soft. Quinn's head hits the door behind them and it makes a creaking noise. Rachel's hands find the door and she giggles, hiding her face on Quinn's neck. "I have to tell you something."

Rachel subsides her giggling because Quinn just came but she sounds weird. She tilts her head up and tries to understand. "Okay. Tell me."

"You know that I -" No, those words have never been spoken like _that_ between them. It's just an understood concept between them and their families, really, but never spoken about. There are '_love you'_s thrown around in a way that speaks more about companionship than completely depending on the other to breath and survive, like when Rachel bought her that Fred Astaire record she loves dearly and she told her, "thanks! Love you!" Or when Quinn's mom bakes and Quinn makes it a point to walk over to Rachel's to drop it off and Rachel tells her, "that's so sweet. Thanks, love you!"

Quinn visibly struggles and she inhales air deeply, needing the extra seconds to clear her thoughts. Rachel waits patiently, just like she always does when Quinn's in her head, and kisses her cheek.

"You know you can tell me anything," she prompts. "Whenever you're ready, angel."

So Quinn gathers the strength and says, "You know that I - that I _really _like you, right?"

And Rachel knows. Of course she knows. Her body sings when Quinn's around. She _really_ likes her, too. "Yes, of course, darling."

Quinn rolls her eyes but then she breathes out, "Rachel, I - uh," she clicks her tongue and then licks her lip, "I - uh, I'm going to North Carolina next weekend."

Oh, god, the relief that takes over Rachel's body is just so fucking delicious. She smiles and lets her body relax. "Okay, that's awesome! Who are you going to visit?" She asks, truly happy.

Quinn shakes her head and closes her eyes. "No, you don't understand. I'm not going to visit."

Rachel frowns and says, "excuse me?" Asking Quinn to repeat herself (when she heard her very well) just so she can confirm it that she heard Quinn wrong.

Quinn squats and picks up Rachel's underwear and hands her the bra, so she can put it on herself. The skirt is dropped and Quinn places Rachel's panties in her dress' pocket because there's no way Rachel can wear this right now - it's dirty and wet.

Rachel is waiting for a response but she helps Quinn fasten her bra and button her dress. When they're done re-dressing, Quinn pulls Rachel into a hug and suddenly she's crying into Rachel's embrace. The brunette doesn't know what to do but soothe her with circles on her back.

"What's wrong?" Now she's completely lost. Now she doesn't know what to do because Quinn never breaks down. Quinn is always composed. Quinn is always sure. Until she's not, like right now.

"I'm so sorry. I really am. You can't hate me, Rach. Promise me you won't hate me." She's pleading, she's gripping the smaller girl for dear life and she's sure it might hurt but she needs Rachel to _feel _it, too.

Rachel smiles sadly and kisses her forehead, "I could never hate you, don't you know that yet?" It's so adoring and so sweet she wants to throw up.

"I love you." Quinn finally says. It's out and she sobs when the words are floating in the air.

It must be three in the morning and Rachel will never forget the feeling of the air around her when she heard the words coming out of Quinn's mouth, by Quinn's voice. "I love you, too." There's no doubt. She absolutely loves this girl. "So tell me, please. Because you're starting to worry me and - I just, _really_ want to help you right now."

"I'm going to North Carolina next weekend." She tries again. Rachel's mouth opens to argue it but Quinn shakes her head and Rachel shuts it, to let Quinn speak. "I'm going to North Carolina, as in, I'm leaving Lima." Rachel's eyes widen as she slowly comes to the understanding that this must imply Quinn is leaving _her_ if she's leaving _Lima._ And if that's the case - and if she's never coming back - and if she falls in love with someone else - and, why the hell would she ever do that for?

"Why?"

"I enlisted."

"I'm sorry, you what?" Rachel scoffs, not wanting to understand.

"I enlisted in the United States Army. I have to go next weekend to North Carolina to start basic training at Fort Briggs."

"You're fucking kidding, right?" She gives herself distance to breathe. It's getting harder to do this simple task and her lungs burn. Her heart _wrenches_ and she gasps not to cry.

Quinn is not even trying to stop the tears anymore. "I'd _never_ do that to you." She tells her.

Rachel feels like it's a slap on the face. Because here she is telling her she'd never play around with her feelings like that but instead she's violently ripping her heart away from her chest and leaving it to bleed on the dirty, plain soil of Lima, Ohio. "No."

"Rachel -" Quinn begins, trying to get her to understand. But when she reaches for the girl, Rachel dodges away.

"No! Don't you _dare_ fucking touch me right now!"

Quinn backs away and lets them both calm down for a second. "Rachel, please."

"Please, what, Quinn? What do you want from me?"

She forces the palms of her hands on her eyes over and over, "to give me a chance to explain. And you _promised_ you wouldn't hate me."

The fight completely gives and Rachel starts to cry. "Quinn, why? Just tell me _why _then."

Quinn shakes her head and says, "because, Rachel, I want to witness the world." She shrugs with a painful smile. "I want to go out there and experience it and it's the only way I can. I - _you_'re going places. I know you are. But I can't do it. I need this to be able to get anywhere. And I won't let you not do what you want, so I have to go." It's simple. Plain and simple.

Rachel shakes her head vehemently, not wanting to accept it. "No," she whines and shakes her head, "no, you don't have to go. You're dellusional. Baby - no!" She cries out. "You have to stay! I need you here! I won't make it without _you_ by my side."

Quinn's heart skips about ten beats, she can feel it. She opens her mouth to breath in and a hand flies to it, "I'm going, Rachel. It's decided."

She doesn't want to give Rachel any ideas of hope; any possibilities of her staying. She has to go. She has to go. She has to.

The change that takes place in Rachel's demeanor frightens Quinn. Her eyes are angry but they're even more hurt than angry. "Well then, go, Quinn! Go! Leave me here and go!" She throws her hand about in front of them as if a symbolic gesture of getting rid of Quinn.

The blonde flinches and tries to reason, "Rachel, I'm not -"

"No! Just get out. Leave Ohio and _never_ come back! I _never_ want to see you again!" She desperately yells.

Quinn can't take it anymore. The 'no touching' rule needs to be lifted and soon so she fights with the side of her brain telling her to stay put and makes her way to her best friend, who is currently falling apart. She picks her up in her arms, but Rachel doesn't want to give in just yet.

"No! _Get. off. me._ Quinn! Let me go!" She beats on her shoulders; slaps her face and hands away when Quinn tries to wrap her up even tighter. The blows don't hurt as much physically as they do emotionally but Quinn holds on and fights Rachel's fight.

"I won't." She says simply.

Rachel hits her a few more times but they get weaker and weaker until she's being held by Quinn completely and sobbing on the girl's chest. "I don't want you to go." She admits. "You can't leave." She's making a complete and utter fool of herself but she doesn't care. "I love you so much, Quinn. We were meant to get married in Rome, and have our honeymoon in Venice, and dance to _The Way You Look Tonight_, and make love."

Every word pierces through her heart, beginning the process of completely destroying it with time. She nods, "I know, baby. I know."

"Fuck you, Quinn Fabray. You fuckin' piece of - you - you imbecile."

"I know, I know."

"I hate you."

"You don't. You just told me you love me."

"I do."

"I know. I love you, too."

"Will you come back for me?"

"For you? Of course!" Quinn promises and chuckles through a sob.

There is silence and only the buzzing of the cracked light above them.

"And you have to go next weekend?"

Quinn sighs, "Yes."

Rachel is quiet again, "I _really_ hate you."

"I know, I hate me, too." She tells her.

"We have to say good-bye tonight, you know? Cause if we don't - I mean," the tears start rolling again and Rachel struggles to get the words out, "because if I see you again, I don't know if I'll survi- I don't know. I can't say it again. I can't stand it. I won't - I won't make it."

Quinn doesn't say anything. She only holds the girl tighter. The next week will be the worst of the next four years of her life (before she finally sees Rachel again) because she is _right there_, within walking distance, but they _can't_ and it kills her.

"I know, little star. I know."

Rachel pushes her away forcefully suddenly and slaps her.

Quinn stands still. That one hurt. That one really did. And then Rachel is pulling her in by the neck and kissing her for the last time before she leaves. Their tongues still faintly taste like _raw passion_. Quinn commits this to memory, too.

Rachel doesn't say good-bye. Not those words anyway. She leaves one last kiss - one firm last kiss on Quinn's soft lips - with her eyes closed, and then turns around to walk home. She doesn't turn back to look at Quinn.

Quinn's body has no more strength and she feels herself sliding down the wall, until her ass hits the ground. Her head is in between her knees and her arms brace herself.

To Rachel, it's like Quinn's plan backfires because she can never leave Lima after this. She _has _to stay because if Quinn ever comes back she _has _to be here. So in the next four years, she never goes to New York - or to Broadway. She never sings on a stage out East.

She stays in Lima, OH. And she waits. Because Quinn promised she would come back. And when she does, she wants to be here.

Even if it's to just yell at Quinn for ruining her life (which she doesn't when Quinn comes back four years later - because Quinn has already broken herself enough and she doesn't want to ruin her even more).

_Someday when I'm awfully low / when the world is cold /_

_I will feel a glow just thinking of you_

_And the way you look tonight._


	3. Chapter 3

**Quinn's POV. There will be a fourth part. I didn't want to have it be too long, so here it is.**

The Way You Look Tonight, Part III

It's midnight on a Saturday night in lively New York City - an entire world, compared to the small town of Lima, Ohio where she is from. She just got back from overseas tonight and she can't stop thinking about how she doesn't belong here. Or at least she doesn't belong here without Rachel. Rachel, who is too big for Lima would be just right for New York. New York is way too big for Quinn.

It's 1945, and World War II is over. America and the world of allies celebrates of the news that the Axis Powers are slowly surrendering. Quinn helped storm the beaches of France on D-day, so she should feel like celebrating alongside her fellow American soldiers and citizens. Except all she really wants is to go home. Home is Rachel. It's where her heart is; where her heart has always been.

She leaves the bar where she was enjoying a coke and rum and lights a cigarette outside its doors, in an alley off to the right. The hazy memories of smoldering brown eyes crash through her mind. Rachel smoking with her, Rachel scolding her for smoking. She smiles and drops the cigarette on the floor. Her boot is still scraping against the rolled up paper on the floor when she lights up another one.

The windows of the skycraper in front of her reflect the light of the full moon and she just can't help but wonder what Rachel's doing. She can't help but wonder if Rachel got married to Finn, and if Rachel's finally over her?

She blows that idea away with the next puff of smoke because as they lay in bed together the last time she saw Rachel, the brunette promised her that she never would, despite the circumstances. The circumstances which were: Rachel was engaged to be married to Finn Hudson, local hero. He is the local Sheriff, maintaining law and order. People absolutely love him no matter how many times he's proven to be dim.

He was the boy who kissed Rachel right when she turned 9. Quinn despised him. He had made fun of Rachel in the playground as they were growing up. Of course Rachel forgot about the kiss and really, she promised Quinn, that the kiss she considered her first was the one they shared when she was fourteen. Rachel teased Quinn because she took so long. "Why do you think I never wanted to kiss the boys, Quinn?" she'd ask her. "You're my best friend, of course I've always wanted to kiss you."

Quinn smiles at the memory and then finishes her cig with one last drag. "Damn it," she mutters when some ash from the cigarette hits her boot. She brings it up to her knee and smacks it away.

"Got a cig?" A voice asks her from her left. She turns her head to look and a short dark haired girl with dark, sultry eyes is standing there. She wears a white dress accentuating the curves of her body and tall navy heels. The only reason Quinn hands her one is because she reminds her so much of Rachel - strikingly so. The girl licks her lips, painted red (just like Rachel does), takes the cigarette and mutters a thanks. Quinn offers to light it too, with a gesture of the hand and a raised eyebrow. The girl smiles and speaks around the item, "thanks again."

"No problem," Quinn says and pockets the carton and lighter in her army pants. She turns her eyes to the street on the right and watches as throngs of people dance around in the streets.

"So I'm assuming you just got back," the girl says and blows out a ring of smoke.

Quinn nods silently and starts fumbling with the things in her pockets. On the right, the lighter and her addiction; on the left, her Swiss pocket knife.

The girl is amused, Quinn can tell by the curve of her lips. She doesn't know why the girl is still there or why she is that amused so she just leans on the wall and lets the girl watch her. She can practically hear the girl thinking, feeling sorry for her.

"Are you from around these parts?" The stranger ventures and taps the cigarette with her index finger to drop some ash.

Quinn barely looks at her but has to look away because this girl looks way too much like Rachel and that's not fair for her heart. "No," she responds and fixes her gaze on the building in front of her. She can see their reflection on the windows, illuminated by streetlights: the hollow shell of a blonde soldier, from the midwest, clad in an army green uniform which has been her companion for almost seven years now, and the dogtag dangling around her neck; and a stranger from the bustling city that never sleeps, looking eager for a rough lay with a mysterious, sad looking soldier.

She can see what she's doing, and she wants to tell her off, but a girl has needs and this is being offered for her to take, all she has to do is play her cards right. It's not like Rachel stayed true to her, fucking that asshole. And tonight is a time for celebrations, right? She doesn't belong to Rachel. Well, her heart and mind do, her body does, her - okay, so maybe she does even if it's not by choice.

"Where are you from?" She walks closer, straight to where Quinn is standing, and Quinn watches the interaction happening through the glass in front of her. From this position it looks like Rachel. It could be Rachel, she tells hereself, if only Rachel were here.

Quinn doesn't smile, but she chuckles, "everywhere. Nowhere. Wherever you want."

The girl laughs and licks her lips before dragging smoke from the cigarette one last time and throwing it away. She blows it away to the side of Quinn's face and steps even closer, determined and unashamed. Her fingers find the silver tage around Quinn's neck and she toys with it in her hand, "Quinn." She says and smiles. "Nice to meet you, Quinn."

"What's yours?" Quinn demands. Now that she knows her name it's only fair.

"Maggie," she replies. "My name is Maggie and if you want, tonight I can be yours." It's a direct, overt offer. And it's just sex, not a love story or marriage. Those things are reserved in her heart for one person. One beautiful person who is probably not even thinking of her right now. She can smell Maggie's pungent perfume and she even considers for a second to not fuck her but she doesn't stop her when Maggie leans forward and kisses her.

She stands there, being trapped between a wall and a new acquaintance, letting herself be tasted. She opens her eyes and looks across the street and from this vantage point it looks like her and Rachel again. She lets that be the last thing she thinks about and throws an arm around the smaller girl's back, finally kissing her too. Maggie, realizing this says, "I know a place where we can go."

Quinn barely pushes her back to look her in the eyes - brown eyes which don't hold as much as Rachel's - and say, "no need." Her hands, rough from holding weapons and the dead bodies of fellow soldiers, grab Maggie's face and pulls her back in. And like every other girl who finds themselves in this position with Quinn, she doesn't hide her desperation. When she grabs onto Quinn's uniform's collar, Quinn chuckles but doesn't say anything.

The girl runs her hand down Quinn's front, skipping her breasts, and aiming for the belt buckle. She undoes it quickly, and unzips the pants even faster. Quinn leans back and watches as Maggie's body descends until she's level with Quinn's sex. Quinn bites her lip so hard when she feels the tongue touch her down there that she has to remind herself to relax. She licks her lips and threads fingers through the dark hair, not caring about whether she ruins the girl's braid or not.

Maggie's intensity only increases and Quinn finds herself panting, moaning and shivering, and even laughing quietly at the feeling of release. Last time she had sex was with another random girl on a city in Europe and again it had only been because the girl reminded her of Rachel.

She comes and Maggie doesn't take her time to come up and kiss her again, inserting two fingers into her as they do so. Quinn closes her eyes and drops her head to the side, watching Maggie fuck her against the wall of an alley. Maggie's forehead is pressed against her collarbone and sometimes it bothers her but she doesn't voice that. She does come a second time, with O's and puffs of warm air that Maggie smirks at.

Before Maggie has the time to react, Quinn is turning them around and pushing Maggie up against the wall. The girl grunts, bites her lower lip, and opens her mouth when Quinn leans in to kiss her. She tastes herself and thinks about how weird it is to do so in another girl's mouth. It should only always be Rachel. It's a thought she's had many times over though so it's not like it still matters anyway. She claims Maggie's mouth with her own and she thinks it's a good thing she's not looking at the reflection of this moment because she'd recognize herself going down on someone other than Rachel and she just can't.

The girl's dress is short but it's bunched up even more over her stomach and Quinn rips off the underwear with one forceful pull which makes Maggie gasp. Quinn chuckles at how wet the girl is and doesn't take long to attach her mouth to the swollen lips in front of her. She kisses the girl there with her tongue and feels Maggie's hand urging her. She hooks on hand under her thigh and pulls the girl's left leg over her shoulder for better leverage. Maggie's hand press on and on, needing more.

Quinn wets her fingers quickly and works on the girl's clit while her mouth travels South to dip in the hole. Maggie bucks, Quinn's free hand keeps her steady by the stomach. "Oh, shit." She exclaims. Quinn wastes no time and rubs faster until Maggie yelps her name and throws a hand at her mouth in shock.

Soon, Quinn's back on her feet and the pants are in place. She's buckling her belt when Maggie's eyes focus on the action. "You're going home soon, right?" Maggie asks, curiosity lacing her voice.

Quinn thinks of home: the warm skin of her best friend underneath her and the melodious sound of her laughter. She doesn't know if that's exactly what she'll find when she gets to Ohio, so she tells Maggie what she knows, "I don't know." Maggie looks confused but Quinn doesn't give her anymore than that. Quinn tilts her head and touches her hat as a sign of respect and sas, "pleasure, ma'am."

Quinn grabs her things from the barman who was watching them for her and gives him a tip with a sad half smile. He wishes her safe travels and after saying good-bye to the few friends she has left from war, she makes way to the train station. Her train doesn't leave until five in the morning, and she will really only see Ohio soil when the sun is hot and high in the sky, but she has no desire to stay a second longer in New York.

She finds a bench and settles in, throws her sunglasses on, and closes her eyes, willing her brain to shut and forget. She tries to, but she has trouble sleeping. She's been having trouble sleeping for well over six years now. Seeing few things of what she's witnessed can do that to a person. Not knowing what to do next, she lights a cigarette to pass the time.

She doesn't even remember falling asleep, but she also doesn't remember waking up. She just knows that it feels like she closed her eyes for a second and three hours passed. Her train is boarding and she doesn't look back when she gets on. She doesn't care for New York.

The trip goes by excruciatingly slow. The train rolls over the lands of the United States of America, moving closer to home, moving closer to Rachel. Still, the depths of her mind hold insecurities and doubts. She cannot wait to set foot in Lima, but she wishes to prolong the moment with all her being. Seeing Rachel would be marvelous; seeing Rachel in someone else's arm would be torture.

In her bag she finds a book. A French book she found in someone's home. Someone the Nazi's had killed when they stormed in Paris. Quinn had shot a German officer in the house. There is some dried blood on the pages. She doesn't even flinch at the sight anymore. And she only keeps the book because it is a nice distraction from time to time. Words in a different language than her own jump out of the page and she wonders if Rachel will be proud of her for understanding a few things. She's picked up a couple of words while in France. Mostly curse words, of course.

She is served some food at about halfway through and the lady who's serving her thanks her for the service she's offered the country. She smiles, politely, and simply nods. The food is tasteless and has a weird consistency but it's still better than anything she's had in the past two years. It tastes liker America.

When the train stops, the abrupt halt of it wakes her up. She rubs her eyes, works a few crinks on her neck, and puts her sunglasses on. Grabbing her singular bag, she makes her way out, dipping her head at the train staff in gratefulness, and jumps out of the train. Dust lifts off the ground on impact. Yeah, she's definitely in the Midwest.

She's not expecting anyone to be there when she arrives. Realistically speaking, she doesn't think her parents even care if she survived the war anyway. She doesn't know if they got her letter; she doesn't know if they told anyone. She doesn't know if they told Rachel. She doesn't know why she's still disappointed when her eyes search the station and she doesn't recognize any of the faces there.

She lights a cigarette and makes her way to the streets, wondering if she should go to her parents' house or rent a room at an inn. She decides on the inn. Last time she was home and visited her parents, they were thoroughly disappointed she didn't leave the army and stayed in Lima. She just couldn't. She was bound by duty and honor and an oath; she was sticking to it. Now the war was over but now she had no one. No one except for the hope that the girl she loves still loved her.

The man who worked the inn was the first person to recognize her as Quinn Fabray, the Mayor's daughter. She forces the fake smile to stay plastered on the entire time she explains to him how she has to stay at the inn because she wants to surprise her father. He completely understands and shows her to the room and also thanks her for the service she's done for her country. Thank God she didn't turn out like Reggie he says. She thanks him and when he leaves she drops on a chair. How exhausted she feels. Exhausted and lost and just altogether miserable.

A shower is what she needs. To clean her head as well as her body. To show up to Rachel as a girl who's not also a soldier. To show up to her as her best friend. Two years is shorter than four years; of course Rachel hasn't forgotten her this time. She laughs at herself for being so ludicrous, but she doesn't know which thought is the ridiculous one: that Rachel is waiting for her or that she could possibly believe Rachel still is.

What a mess. What a fucking mess.

The shower is cold. She doesn't mind, she's used to it. Heating up water takes time and that's no luxury she could afford in the army or overseas. In Lima, only the richest has warm water (her family) but it has been so long since she last had a warm shower (she took a cold one last time she was in Lima, out of habit) that she doesn't even consider the possibility.

Once out of the shower she lights up a cigarette (her addiction only got stronger in the last couple of years) as she walks around the room naked and barefoot. She needs to get ready to go see Rachel, but she wants time to slow down. She is scared. Frightened. No one else in the world has this effect on her, nothing else - not even war.

She considers the clothes in front of her and none of them seem to even belong to who she is anymore. She finds her uniform again and settles for it. It's familiar, and it gives her the strength to face the unknown. One by one she puts on each article. The pants. The shirt. Tucks it in while watching herself on the mirror. She shines her boots on the edge of the creaky, smelly bed, and then ties them on. She buckles the belt. Her hat goes on last, over the bun on her head. The person in the mirror seems like a ghost, really. But it's who she's been for the years she's spent without her source of energy.

She just wishes she could be her again for Rachel. Just so she could feel like she has a bigger chance in having Rachel again than what she feels she has right now: zero to nil. She runs a wer hand over her face a couple of times and then washes her hand three times to try to get the smell of smoke off, but it's ingrained in her pores, she thinks.

With one last look at herself, she leaves the hotel and sets out to Rachel's. Well to what she hopes is still Rachel's house. She doesn't know if Rachel lives at her parents' still or if she lives at Finn Hudson's ranch two miles down the dirt road behind their old neighborhood.

With apprehension Quinn's feet take her to the familiar faded yellow house. Here, she notices, many faces do double-takes as they recognize her. Many of them turn to each other to whisper about the Mayor's rebellious daughter and her return. She tries not to but cannot help and scoff at their attitudes. The steps still make noise under her feet, though the boots are heavier than anything she's ever worn here before. They feel like led when she walks honestly, but it's only here and it's only know.

Knock, knock, her knuckles rasp against the door. Impatiently she knocks a third time before taking one respectable step back and waiting. Her hands fold behind her back and she looks at her own feet, waiting. She waits a little longer and when she's about to turn to leave the door opens. Her eyes search for familiar brown and she finds Finn Hudson's cold look staring back at her.

At first, she has no idea what to do, how to react. And then she notices the toddler in his arms, kicking and screaming, and she just wants to throw up. Great. She breathes in deeply, makes eye contact with Finn and says, "Afternoon, Hudson." She doesn't remove her cap for him.

"What do you want, Quinn?" He asks, his tone as irritated as his eyes show.

She wants Rachel. She says, "Rachel. Is she here?"

He looks at her like he might just take the gun from his waist and kill her, but what he does next is what surprises her. He sets the young boy on the floor inside the house and closes the door shut behind him as he steps outside to join her. "So you haven't heard then?" He asks with caution, eyeing her. His face looks weary and he looks much older than she knows him to be.

She shuffles her feet, thinks about how much the little boy looks like Rachel and it aches her every muscle and bone. "Heard what?" She asks.

"About Rachel. About your girlfriend," he says, not dodging the obvious.

"I haven't. I have no idea what you're talking about."

Loud crying can be heard from inside the house. She assumes that's the toddler, who's name she doesn't know and she tells herself she doesn't want to know.

Until now the possibility that Rachel isn't around hasn't hit her. But Finn Hudson seems angry and his mouth has spit on the edges. "She's gone," he tells her. An invisible punch knocks the air out of her and she looks at Finn, wondering if he had maybe physically hit her, but he's feets away and no, it wasn't him. Gone, he said. Could he mean -? No, she wasn't dead. If she was dead, he wouldn't looke hurt and pissed - he'd look sad. But gone to where?

"Where did she go?" She finds herself asking. Maybe she's gone for the day, you know? Maybe she just isn't home this afternoon and will be home tomorrow and she can definitely come see her then.

Finn releases a shaky breath from behind his quivering hand. He stares her down and then, with an even tone, "New York City, Quinn. She's in fucking New York City."

Quinn's head goes for a spin.

That's impossible. This cannot be happening. She was just in New York City. She was just there and she didn't see Rachel. She didn't hear of her. Okay, so maybe that'd be impossible because New York is too big, but how could this happen to her? And then she really throws up. She throws up on her boots, and it hits the porch, too. Finn panicks and grabs her by the elbow to keep her up. She doesn't need his support, she thinks, and tries to get away from his grasp, but he keeps it firm, and eventually she relents. He walks her to the swing on the left side of the porch and tells her to wait for a second.

When he disappears into the house she considers leaving, she really does. She wants to leave this town and - dammit. She wants a cigarette. She takes one out of the carton in her pocket and lights it and relishes in the feeling of the smoke filling her lungs. There, relief. Temporary, delicious, fatal relief.

Finn comes back with the kid and what it seems like to be a maid. She avoids Quinn's eyes and bends over to start cleaning the mess. Quinn gets to her feet quickly to demand her to stop but Finn doesn't let her. "This is Burt, after my adoptive father." He tells Quinn. She doesn't know this; she doesn't want to fucking know this. He keeps talking, "he's two. She got pregnant a month before you showed up here the first time. She told me about your affair when she found out she was pregnant because she said it wasn't fair if I had a kid with her and didn't know." He gives Quinn a forced half-smile and adds, "what a fucking trip, huh?"

Quinn doesn't say anything. She keeps her eyes fastened on the girl cleaning up the vomit and tries to keep her eyes away from Burt. Rachel's son. With Finn. She had been pregnant. Oh - she shuts her eyes and sits back down because she wants to throw up again.

She wonders about the poor boy and wonders how the hell Rachel could do this to him, leave like that. She feels her heart rip apart, as if two hands grabbed at it and tore it.

Finn scoffs, "sucks realizing the girl you love isn't who you think she is, huh? She left us one day and never wrote. Of course she went to New York: that's where the dream is. Her fucking insane dream. She talked about it constantly before you showed up. About how she hated you for doing this to her. And she always promised me one day she'd grab her things and go, and I thought impossible because she was still waiting for you. After you showed up, there was no need to stay anymore. She didn't know if you were coming back alive a second time. Nothing was keeping her here anymore" He breathes in, exhales through the mouth and starts to rock Burt. "We come here every weekend so her parents can see Burt. They had nothing to do with her leaving."

Quinn's lighting another smoke. "Why did you let her go?" She asks, shocking herself. "Why did you let her leave? You and - and -" Shit. She can't say his name.

"I didn't have a choice , Quinn." His voice sounds frail. "Never did with that one, much like I know you don't either. That's why you're back in Lima, looking for her. You should've just stayed away the first time. Leaving her was the best thing you've ever done for yourself because hadn't you left, she was just going to leave for New York. I mean, she left her own son, why not you?" He threw at her.

She was defenseless. She can't argue with him. In her head she thinks about how she grew up with Rachel, and how she knew Rachel better than anyone else, but does she now? Does she anymore?

"She would leave you, and that's why you left in the first place, isn't?"

And she doesn't satisfy him with an answer. She takes off running, leaving behind the man, the toddler, and the house that once belonged to Rachel. She makes it to her old house and knocks on the door impatiently until her father answers it. She doesn't even give him a second to react - she pushes in the house and digs into her stuff in the old bedroom she used to sleep in. She is positive Rachel's record is still here; the Fred Astaire one Rachel bought her. It surfaces and she takes it and throws it across the room in rage.

Why is she so angry?

The record is broken into pieces on the other side of the room, and her chest starts to heave as she loses control of her emotions and cries. Her knees give and she's on the floor, crying because she fucking destroyed Rachel. She hates herself and she hates Rachel for letting her.

Her father and mother show up at the door. They look stricken with fear but when she observes their demeanor she understands that they know. They know and she is repulsed.

She doesn't bother stopping by the hotel to grab her things. She leaves her childhood home behind and doesn't even look at her parents when she walks away. The train station is exactly where she left it and she welcomes that. She buys one ticket to New York City and she doesn't know how but she will find the girl. She will find the girl and she will do something - she will fix this, no matter what. Because she will not let a two-year old grow up without her mother because of her fucking mistake, she simply will not.

So what if she has to drag Rachel's body away from a stage and back to Ohio? She doesn't give a fuck. All she cares about is making Rachel own up to her actions and take the responsibility. They're not teenagers anymore. Life comes with a price to pay and sacrifices to make. Who the hell does Rachel think she is? Next Broadway star?

Fuck that. Quinn has always thought Rachel could - would - make it, but they were children! Now they are adults and Rachel has to start acting like one. She can't keep doing things however she wants just because she wants to.

The hours in the train pass by so fast that it's the next day when she wakes up. And she's in New York. She's in New York again when she was just here not even twenty-four hours ago. Now she has a solid reason for hating this damn city.

She had no idea where to start looking, but she just makes way to where the people tell her Broadway is and starts to walk down the street asking. Do you know Rachel Berry, no? That's okay, thanks. She does this for three hours in the morning. It's ten when she takes a break and decides to go at it again at ten fifteen.

Her boots walk her down a number of streets, into a variety of places, up to countless people, until one blessed stranger tells her that yes, maybe he knows who she's talking about. Sam Evans, he tells her is his name, and he promises her he will help her find Rachel. He is from Georgia and his accent carries through. His blonde hair reminds her of her own, and she wonders how he knows Rachel. She doesn't ask though. Clearly asking about Rachel leads her places she despises.

Sam is talking to her and telling her how he ended up in New York. He tried asking her questions about the uniform and where she is from and where she's been and why she's looking for Rachel - all valid questions considering how she looks and the favor he's doing for her, but she keeps quiet most of the way. That's why he's been telling her his trip for the past thirty minutes. They're walking to this place, she doesn't understand why. She's exhausted, but she has to find Rachel, so she doesn't stop to even tie the laces of her boot which came untied.

It's when she hears the song that she knows she's found her.

She stops walking and Sam looks at her to ask, "are you alright?"

She nods and shakes her head at the same time, staring at the black door from which behind she can hear Rachel's voice. She's singing. She's singing in a bar. She's singing their song. She prepares herself and steadies her hands by shoving them into her pockets. She feels around for a cig but they're gone. Fuck.

Sam opens the door slightly, only enough for the two of them to pass through. It's dark in here except for the spotlight coming from above and cascading over the most beautiful girl Quinn has ever seen in her life. She and Sam go unnoticed by Rachel as she sings the words to the song, but a man notices them and waves at Sam. Sam waves back, points at a chair, and the man nods.

She's rehearsing for tonight, Sam explains to Quinn. Rachel works here, and he's chatted her up enough to consider her a friend. He explains to Quinn he sort of feels like he has to protect her and Quinn understands the feeling. She almost tells him to protect himself instead, but she decides it's best not to.

_"Lovely, never ever change / keep that breathless charm / won't you please arrange it? / Cause I love you -"_ "Can I try that again?" Rachel's speaking voice breaks through the song. The piano man nods and starts over from the second chorus and she picks right back up. Quinn's resolve to drag Rachel home is starting to slip away. Seeing her like this... It's surreal. She leans over and asks Sam if he has a smoke. He grins and pulls one ouf of his shirt pocket, lights it up for her, and then finds himself one.

They watch and smoke together as Rachel finishes the song. The brunette shyly - which greatly surprises Quinn - thanks the piano player and smiles. He nods once again and gets up to leave through a backdoor. Rachel stays on stage a couple more minutes gathering her things. Quinn indulges herself in watching her for those two minutes longer.

The brunette is jumping off the stage to leave through the same exit as the piano man when Sam elbows her on the side and reminds her, "you're here for her, don't let her go!" And she feels stupid for having to have a stranger tell her that, but within seconds she's on her feet and running across the dark bar.

She crashes through the exit, opening it with the impact of her body, and finds herself struggling to readjust her eyes to the light.

Startled, Rachel turns around, holdin onto her purse for dear life to keep any thieves away and - "Quinn." Her Quinn, standing there in front of her. Alive. Alive and here. Oh my! Alive and here! She runs the short distance and throws herself at the blonde, and Quinn instinctively wraps two strong arms around her frame. She inhales Quinn's scent. She basks in the feeling. She loves it. Oh, her heart. It's hurting so good. "Hi. Quinn." She says. "Quinn. I thought I'd never see you again!"

Quinn scoffs bitterly, and even though she is fucking happy to see Rachel and have a better welcome than the last time, she is still pissed. "Rachel." Big brown eyes look back at hers, brimming with love. And she just - doesn't have the fight. She has no control. She has nothing but desire.

Grabbing her by the elbow she pulls Rachel flush to her body and kisses her, using a hand on her cheeks to open her mouth. That delicious mouth which she so dearly missed. Rachel doesn't fight it. Rachel feels instant pools of desire between her legs and a throbbing which she has had to take care of herself for years. Finn could never do. She's always have to make herself come at the thought of Quinn moaning above her, below her, next to her.

"You're back. You're in New York! You found me here!" Rachel exclaims when she pulls away from the kiss. And it all it takes for Quinn to remember just why she is there.


	4. Chapter 4

A/N: this story is angsty - not intended to be halpy. I'm sorry if that's what you guys were expecting! Ahh. Anyway, this is the last part of this fic and I hope you guys don't kill me.

The Way You Look Tonight, Part IV

It's 1936, and she finds herself in the middle of a green meadow. It's still three in the afternoon so the sun is burning her skin. It's summertime. It's summertime and she is in search of a shade with her best friend. The brunette walks in front of her - she always has and probably always will. Rachel has the need to be on top of everything; be the first to experience everything. It both makes her heart happy and scared.

_Someday, when I'm awfully low / When the world is cold_

_I will feel a glow just thinking of you / And the way you look tonight_

Rachel points to a large willow tree and tells her she'll race her there. Quinn pretends she'll actually run but when Rachel counts to three, she lets the shorter girl take off by herself. She laughs when Rachel stops on her tracks and turns to face her furiously.

The girl throws some hair behind her shoulder and waits until Quinn walks up to her. "That was mean."

"No, it wasn't." Quinn says, smile tugging at her lips. She stops walking toe-to-toe with Rachel, barely leaving any space between their bodies. After a second of intense staring, she reaches for Rachel and pulls her close. Rachel melts in the embrace and when they pull away, she counts again and this time Quinn runs.

_Lovely, never ever change / Keep that breathless charm_

_Won't you please arrange it/ Cause I love you_

_Just the way you looking tonight_

She runs as fast as she possibly can without passing Rachel. And even before they reach the tree, Quinn is scooping Rachel up in strong arms that feel like a safe haven to Rachel and twirling her in the air. Rachel's girly and youthful giggle reaches her ear in waves and she feels like she can conquer the world with her.

Quinn lets Rachel take her underneath the tree by the hand and kiss her. Thy make out on the uncomfortable grass and roll around laughing and playing and tasting each other for as long as they can. They eventually sit right underneath the heart that Rachel carved on this trunk. The heart is crooked. It's Quinn's favorite heart. She wonders if her heart looks like that inside her chest.

"Quinn," Rachel says.

"Mm," Quinn responds, giving Rachel silent permission to ask whatever it is she's musing about.

Rachel looks up and Quinn looks down, and brown and hazel meet, "Can we go to Russia after we're married?"

Quinn laughs, not loudly, but loud enough for Rachel to hear. She probably thinks Quinn is laughing at the question but Quinn laughs because she realizes she'll do just about whatever Rachel asks of her. "We can go wherever you want, Little Star," she reassures her.

Rachel's eyes twinkle, full of hope for their future together. She sees herself moving to New York to the promising lights and theaters of Broadway. She sees Quinn with her. She sees them getting married and going off to whatever place Quinn has thought of for them. Sometimes it's Paris, France. Most often it's Italy. Quinn has promised to take her to Europe so many times. While her dream is Broadway, Quinn's is to travel the world. See new things and be a part of experiences she'll never get to enjoy in Lima, Ohio. Rachel expects them to fulfill both wishes together. And once Quinn has seen enough of the world, and Rachel is already famous with a couple of awards under her belt, Rachel sees the addition of a little girl or boy to their family.

Wow. A kid with Quinn. She definitely can see it and she definitely prays for it. She lets her eyes wonder over Quinn's perfect - flawless - porcelain face, with the deep, laughing eyes, and the pink mouth. Rachel thinks about how she tastes like peaches today, of course she does. "Do you want kids? Like, a family?"

Quinn makes a noncommittal noise and Rachel understands she's heard her and is thinking about it.

Quinn considers life in the future. She thinks about how Rachel will be in New York and famous soon. She frowns, for the first time in her life considering that maybe hers and Rachel's dream don't match up. Rachel wants to belong to this city where people don't stop; Quinn doesn't want to stop in one city. But then she has this picture of an adorable little girl with dark hair like Rachel's and light eyes like hers and she falls in love with the idea of having kids. "Only if they're with you."

"Yeah, me too." Rachel instantly tells her. Rachel always wonders what Quinn thinks so much about but she knows Quinn is only this open with her. She just wishes she could somehow read her mind or know what she's thinking.

Quinn always knows how she feels. "I really can't wait, now that you mentioned it."

"Smoke?" Rachel asks, already digging into her dress' skirt's pocket in search of a cigarette and lighter. Her brows raise and she wiggles them, then winks at Quinn causing the blonde to dissolve in giggles.

She gives a breathy, "yeah, of course I do," in response and her tone of voice just sounds like pure sex to Rachel. That's all she wants to do: grab her and make love to her until the next day but they've never done that before and she's afraid their relationship would change after it.

"Hey!" Rachel exclaims suddenly, around the cigarette in her mouth. She gets up to her feet in one smooth move, pats her dress on her behind to clean it, and extends a hand to Quinn. Quinn takes it reluctantly and side-eyes Rachel with an irked eyebrow. "I got you something! I can't remember I forgot!"

"What is it?" Questions Quinn, a curious smile completely taking over her face. Her head tilts to the side and Rachel's heart bursts at the action.

"Come with me, yeah?" She takes Quinn by the hand and they walk back to Rachel's hand in hand.

They only let go when Rachel opens her front door and the eerie quietness of her family life takes over. Her parents are very quiet, somber people who like order and solitude. Quinn imagines that this has to do with why she's loud and outgoing and needy - to overcompensate.

They walk up the stairs, Rachel ahead of Quinn (Quinn might steal a few glances at Rachel's ass), and into Rachel's room at the end of the hallway. "Ready?" Rachel asks and Quinn nods, dying to know what it is.

She pulls out her victrola from inside her armoire and sets it on her vanity table. From inside a drawer she pulls out a square envelope and hands it to Quinn. "I heard this the other day and- it just," she seems shy for a while, her cheeks tinting slightly. She clears her throat and her eyes wander before settling for hazel. "It made me think of you."

Quinn holds on to it, and tells herself to breathe. It's a Fred Astaire record of a song she hasn't heard before but now she wants to hear it more than she wants air. She stares at it, not knowing how to phrase her need to listen to it - she completely forgets what language consists of. Her throat is dry, so she clears it. Her lips are dry, so she wets it. She looks at Rachel with a look that conveys love and - so much want. "Thanks! Love you!"

She pulls Rachel in by her arms and orders the girl to play it softly so they can dance without disturbing her parents. Quinn smoothly guides Rachel across the wood floors of her room for the first time to this song. The song that will be forever theirs.

The vivid memory Quinn has is suddenly broken by present Rachel speaking. It's 1945 and she just came back to New York to take Rachel home. "I cannot believe you're here." Rachel shakes her head to stress her disbelief. "I mean, I knew the troops were all coming back and I was really excited but I didn't even know where to find you." Rachel's hair flutters in the wind as she moves her head when she talks, letting her excitement win over the control of her body.

Quinn frowns and quietly says, "maybe in Lima."

Rachel stops.

Stops breathing, stops thinking, stops speaking.

She stands and stares at Quinn with wide, scared eyes because Quinn already knows.

"How about Lima, huh?" Quinn reiterates, wanting a response, needing a reaction.

Rachel snaps out of it; her head shaking, "I can't."

"Why not?" Quinn pushes. Then her resolve breaks and she shouts when Rachel doesn't give her an immediate answer, "Why fucking not?"

Rachel's eyes snap to hers violently - burning. Quinn knows and all she's here for is to rub it in her face? About how she's an awful mother and how she could leave her son behind? She doesn't need judgement from her too. The only person in the world she thought, she hoped, wouldn't judge her, was Quinn. And now, here Quinn is - doing it. She already hates herself. Finn hates her; her parents and all of Lima. She's sure her kid will grow up to hate her. She needed Quinn to always think of her as Rachel. Not... Rachel who runs. "Fuck you." She tells Quinn and holds her bag closer to her own body in an attempt to control the tears.

She starts to walk away, with purpose in her step but not really knowing what to do. Quinn's stomach flips. She doesn't let Rachel get too far. She wraps her fingers around Rachel's elbow and pulls her back to face her. Wet eyelashes and watery brown eyes - void of magic - reluctantly look up at her. For the thousandth time when around Rachel, her heart breaks.

"When were you there?" Rachel questions timidly.

"Just yesterday."

"Finn?" Rachel's gaze drops when she mentions her ex-husband. Well, technically they are still married.

Quinn nods mutely.

"And how is he?" She means her son and Quinn understands.

She shrugs and admits, "I didn't really care for him when I heard about him. But he seemed healthy." Awkwardly she rubs at the back of her neck.

"I'm so sorry," Rachel finds herself saying and all of the pent-up emotions she'd been saving about her mess of a life come out. She cries and drops on the dirty concrete ground. "I'm so sorry," she repeats with her hands in her face. Quinn can only take so much, really, because this is Rachel breaking down and she hates it. She's conflicted about the situation but still she leans down and wraps the smaller girl inside her arms. "I'm so sorry." Quinn nods atop of Rachel's head, which is tucked in her neck. Quinn feels the tears hitting her skin and running down her neck to her collarbone. It feels gross but she doesn't even care. "I'm so sorry. I'm so sorry."

Quinn finally speaks, while rubbing Rachel's arms and back. "No, I'm sorry. I'm sorry for doing this to us; to you."

Rachel's anger flare up in one second and she pushes Quinn off, "no! It's not your fault I'm fucked up! I left by choice, okay? I took my things and I walked away!"

Quinn flinches at Rachel's tone and tries again, "Rach, calm down, okay? If I hadn't left, everything -"

"Everything would be what, Quinn? The same?" Rachel's voice is dripping in resentment. "No, it wouldn't be. I would've come to New York and left you behind if you didn't want to come with me. And you know that, that's why you left me first! And you would've spent the rest of your life mindlessly fucking random people in Lima and probably would have given birth to Noah Puckerman's child. So, no, things wouldn't have been the same. You just didn't stay around to see how things turned out and instead I gave birth to Finn Hudson's son." She breathes deeply, shaky, but deep. "And, oh," a hand flies to her heart to keep it from shattering more, "I miss him so. I do. But how was I supposed to stay around when Finn hated me for sleeping with you? My parents hated me for getting pregnant before being married? And I hated myself for loving you too much to -" She stops right there and looks away.

Quinn attempts to fill in the blanks, "to let me ruin your life."

Rachel continues to look away silently, tears smeared all over her face.

"Which is why I apologized. You see, I am the reason why things are like this. No, things wouldn't have been the same but at least in the end, you would've been happy. And now, nobody is."

"I just really wanted a shot at my dream, you know? I was going to get famous and then come back to Lima and nobody could say shit when I took my son and brought him back to live with me."

Quinn sighs, dejected at Rachel's look. She looks tired and worn out. She looks like she's giving up. It infuriates Quinn. "Rachel, that dream was from lifetimes ago! You have to start living in the present!"

"Like you live in the present!" Rachel shouts back. "You with your self-destructive thoughts, always thinking of the past! Well, the past is over, Quinn! You and I are no longer kids and we are not best friends anymore! You left me! You left me and you never told me to wait for you! You said you'd come back - and you have - but you never claimed me!" Her chest hurts. She heaves for air. "I had already wasted four years in Lima waiting for you to come back. I wasn't going to do it again."

Quinn changes strategies, "let me take you back, please?" She says softly and extends her hand for Rachel to grab it if she wants.

Rachel looks at it and scoffs. "Are you not listening? I'm not going back! I can't!"

"Yes, you can! Come with me. I'll be with you every step of the way, holding your hand." Quinn looks like every fiber of her being is being destroyed. Rachel rivals her look. They've both been through so much. "He needs you." Quinn says, referring to Burt. "He needs you; he's just a toddler. Burt-" she says for the first time but Rachel won't have it.

"Don't say his name!" She shrieks. "Do not say his name! I don't want to hear it and I especially don't want to hear it from you!" How dare Quinn say his name like she knows anything about him or even about Rachel anymore! She's changed so much over the past two years and Quinn doesn't know her anymore.

_You're lovely / never ever change_

_Never ever change_

_Never ever change_

That's not possible. Unrealistic bullshit. Quinn watches as Rachel is in conflict with herself and reaches the conclusion that she really doesn't know her anymore. All she wants is to be with Rachel but she can't anymore because everything got so fucking messy. Where was she? Where did she go? She traded a lifetime of happiness with this beautiful girl for a few moments of glory for her country. Now she couldn't even look at Rachel without feeling guilt and anger. "I wanted a family with you." She says.

Rachel looks at her with a pained expression that begs her not to go there. Please don't go there.

"I used to think about us, while in Europe. I'd think about coming back to you and we'd get married in Rome, have our honeymoon in Venice, and pop out a few kids - maybe three? You'd be a famous Broadway star and we'd live here, in New York City, where I'd tend to every one of your diva whims and our children would grow up spoiled in love and happiness. And you would always love me. And you'd have forgiven me for leaving and I'd take you to places all over the world, like Russia." Rachel's eyes have opened up and every tear is a waterfall. "Now we can't have any of that. It's partially my fault. But, baby," she steps forward, her boot hitting the pavement, "I won't let you ruin that poor boy's life. Let's go home, yeah? And together we'll fight the legal system and your parents and Finn and even the town if we have to. We'll get Burt and we'll raise him together, and that'll be our family."

Rachel breathes in erratically, trying to make sense of what Quinn's asking of her. "It won't be always rainbows and butterflies. You're going to have to re-learn me all over. I've been to war. And I'm going to have to re-learn you obviously. And we'll have to learn Burt together, but we can do this." She reaches forward and grabs both of Rachel's hands with hers. "Sure, Rome will have to wait and Broadway will be postponed but we'll be together. Again. Finally." She breathes out, relieved.

Rachel stays quiet and looks at Quinn adoringly. This gorgeous broken girl wants nothing more than Rachel's happiness. Rachel hates her and she hates herself.

She walks into the blonde and snakes her arms around Quinn's neck. She propels her body up and kisses Quinn on the cheek slowly, deliberately, and Quinn wonders what's happening. She lingers in the feeling of Rachel's delicious lips on her skin and waits. Then Rachel says, "I forgive you."

Quinn gulps and feels the tension slowly escape her body. "Great, so let's go?" Expectantly, Quinn looks at Rachel.

Rachel's eyes are muddy. Not what Quinn had been hoping for. "I won't." Quinn is going to argue again, but Rachel says, "you made a decision to go to North Carolina once and you gave me no other option to accept it. All I ask of you is to do the same for me." This time Rachel keeps her gaze level with Quinn's and doesn't back down.

Quinn would ask her what happened to her but she knows the answer.

Her fight leaves, "Rach."

"Quinn," Rachel's face is still smeared and her nose and eyes are red and puffy. She smiles softly, only one side of her lip curls up. " My Quinn. I'm so happy I got to see you once again. I'm so happy you're alive." She reaches for Quinn's cheek and runs her thumb over it repeatedly and Quinn starts to cry.

_With every word / your tenderness grows_

Rachel pulls her in close by the neck and speaks in her ear, "You're amazing. Always was; always will be. I'm not quite as strong as you are and I know that you'll always be there for me."

_Tearing my fears apart_

Quinn's hands grip her shoulders tightly as she cries.

"You're the love of my life. You're my happiest memory. My childhood. And I'll always miss you." Quinn's mouth doesn't work. "And I'm sorry for this, too. I love you so much. And maybe in an alternative universe, we'd be married and have kids." She winks at Quinn through wet eyes and a broken demeanor, trying to lighten the mood. "Or, perhaps! Perhaps we wouldn't even be friends, like enemies from the first time we see each other and - and deep down inside we'd have an unspoken attraction for the other. Huh? How about that?" She giggles, her nose wrinkles.

Quinn just looks at her and for that split second she sees her Rachel.

_And that laugh / that wrinkles your nose_

_It touches my foolish heart_

She sees her and so she seizes the moment to kiss her one more time. Rachel's hands hold on to Quinn's neck and her fingers play with the soft hair there. Quinn revels in the familiarity of this. She licks Rachel's bottom lip to ask for permission and Rachel gives it to her because she can't - won't - deny Quinn of anything else.

Their tongues dance and Rachel willingly gives Quinn control. When they break away, Quinn hugs Rachel. They hug for what it feels like hours. Just hold each other, both knowing that this is probably the last time they will be together. Not because there is an ocean diving them or the possibility of war killing one. No, this is the last time because Quinn will be going back to Lima and Rachel will stay in New York to pursue her dream. She won't ever go back to Lima until she does. And Quinn won't ever go back to New York if she can't have the girl who is as great as that city.

And she can't have this Rachel because she's not her. She disappeared somewhere along the way.

So Quinn hugs Rachel. And then she turns around and walks straight to the train station. She laughs bitterly at the fact that this is her third trip on a train in three days. She fucking hates traveling now.

Her weary eyes close but her brain doesn't give her rest.

What about the kid? What about Burt?

By the time she reaches Lima, Ohio, Quinn has figured out what to do.

She calls Finn Hudson from the train station because fuck it - she's tired of walking and she's tired in general. He picks her up in his car and she tiredly smiles at him. He gives her a sympathetic smile back. She looks behind them to the back seat and watches the little boy sleeping for a while. She turns back and faces Finn. She could learn to love him. She could and she will.

She learns to love Finn because she loves Rachel and Rachel has a son with Finn. And this son needs a mother, someone to look up to and to tell him that he will be a great man someday. She doesn't have a thing that belongs to her when she moves in with Finn that night. But she has a sense of duty and a silent vow of love for Rachel and she will pick up her pieces.

She loves Burt so much. He reminds her of all the great things about Rachel. He smiles a lot, he runs everywhere, and he is loud. He likes to dance and he likes to sing. And sometimes, she wonders if one day her own son will leave her to chase the lights of a big place like Rachel did. Finn will reassure her that Burt won't hurt her like that, and then he pecks her mouth sweetly. Because he also learned to forgive her and love her with all the sacrifices she's made for their little family.

And it's only eight years later, when Burt is ten, that Quinn will ever feel like she has real competition for Burt's affection, because a girl she used to know when she was young comes back to Lima, and she looks a lot more like Burt than Quinn ever will.


	5. Chapter 5

The second part of The Way You Look Tonight. This picks up eight years later, where the last paragraph of the first installment alludes to. I hope you guys have realized by now this is not supposed to be a happy story, although I find there are warm parts throughout, even if they're not all shared by Faberry. You've been warned, please don't come hate on me if you read it anyway and get upset. The point of the story is just that, to tell a story.

Anyway, I hope it does justice. I know it took forever, and it probably will take long for me to finish this but I really wanted to see where this would go after all this time.

Without further blabbing, here's Installment II of The Way You Look Tonight.

**Part I - 8 Years Later**

It's 1953, eight years after she's been back home from the war and also eight years after she's become mother to the most beautiful human being on the planet earth.

He is not her biological son. In fact, he looks absolutely nothing like her. The only thing he shares with her is the fact that they will both always carry one Rachel Berry with them forever, albeit in _very _different ways.

For Burt Hudson, Rachel is a figment of his imagination - a mere memory of a mother who was and then wasn't but has left vestiges of her personality and her looks all over him.

He has the shiny, dark hair that both his mother and father carry, but the nose is all hers and the way he literally walks ahead of everybody is also Rachel. Most times, it physically pains Quinn to look at him and when he smiles that Rachel Berry smile, her heart feels like it's going to rip out of her chest. Still, with all of the heartache that being around him brings, he also is the only reason why she is happy nowadays.

The boy likes to spend hours hitting pots and pans in the kitchen, obviously inclined toward music because of Rachel but also because his own father knows a little bit of the drums. Hearing the loud smacks and tshhhs coming from her kitchen truly makes Quinn smile - it just reminds her that this boy too is a lively one. At the same time, like with most things related to Rachel, it saddens her; it scares her that one day he will pack up and leave.

She tries not to compare son to mother because Burt, as much as he is like Rachel, is nothing like her. And she knows this, in the deepest part of her heart. As paradoxical as it sounds, she knows he is _not_ Rachel.

Rachel who left her family eight years ago and has not ever sent a sign that she's alive or well.

Quinn still remembers seeing Rachel for the last time as if it had happened only yesterday. She had just come home from the war, ready and desperate to see Rachel, to be with Rachel. Until she found out the love of her life was no longer that girl from their teenage years - she was a selfish person who had no second thoughts about leaving behind her husband and young son.

This son that needed a mother, a family.

It doesn't mean that Quinn's forgotten Rachel.

As a matter of fact, no.

Quinn, for some reason, still loves Rachel with every fiber of her being although every fiber of her being also fucking hates her.

And it is for these and many other reasons that Quinn doesn't ever want to see Rachel again. She doesn't, and for all of eight years she doesn't hear from Rachel, see Rachel, speaks of Rachel.

Until the day that someone knocks at the front door and Quinn _knows_.

And Quinn _dreads_.

And Burt runs across the living room shouting he'll get the door and then it's too late for Quinn to stop him because the door is wide open and on the other side of it, on her own front porch, staring with wide eyes and mouth, is one Rachel Berry. That smile and all.

At first it's quiet. Quinn doesn't move from her spot by the kitchen opening, it's like her feet are planted to the floor. Burt stares back and forth in his curious way and Quinn is just glad that he doesn't recognize her.

Rachel breaks the silence with her unmistakable voice and that voice tears through Quinn's heart and soul, "Hello, Quinn."

She responds almost immediately, only because she's thought about this moment so many times before - it's been at the tip of her tongue, dormant for a really long time. "What are you doing here, Rachel?"

For the first few weeks or so that Rachel hadn't come back, Quinn thought she would ask that and then Rachel would apologize for her being so foolish and then they would work on their relationship again. She was willing to forgive Rachel for a while, about a couple of months.

And then Rachel never showed up. The days kept ending and she had to keep telling herself that Rachel was never coming back again, although in her heart she always hoped she would.

Eventually, she stopped waiting for her return. Rachel became someone she would always have feelings for but that she wasn't holding out waiting. She had learned to care for Finn and love him, and she had almost instantly fallen for Burt. Her life was now them, and after some time, the question that she had rehearsed over and over for Rachel became angry, then bitter, to settle on what it is now: tired.

"I did it, Quinn," Rachel responds as if she, too, had been rehearsing for this moment for years. She might have been.

Her son is still in the living room, his attention on Rachel now. "Is she a friend of yours, Mom?"

The question was obviously meant for Quinn - the mother Burt has known and loves but it caught Rachel's ear too, and Quinn visibly saw Rachel perk up at the sound of his voice. "Wow," she gasps out. Her eyes shine at him, his wide eyes staring up at her in confusion. It pains Quinn to think that Burt can see himself in Rachel, so she approaches them both quickly, grabbing Burt by the shoulders and pushing him away from Rachel toward his room.

"Baby, please go to your room. Mommy has to talk to her friend."

Quinn can feel the anger bubble up when she notices the tears in Rachel's eyes; they're threatening to fall but they don't quite yet. As soon as Burt is out of the living room, Quinn takes a step forward, like a momma bear that needs to protect her cub.

"I'm only going to ask you once again, Rachel. What are you doing here?" The words seep out of her tight lips, jaw set, a clear sign that she is upset.

Rachel doesn't back down. In fact, she doesn't seem bothered at all by Quinn's protective stance or angry look, "I already told you, Quinn. I did it. It took 8 years, but I finally got my dream role! I am going to be lead role of a musical on Broadway. Aren't you proud of me?"

Her smile could almost make Quinn give up on the whole hurt thing and want to give Rachel. As weird as it is (and sadistic of her), she is somewhat proud of Rachel. She doesn't say it though, she never would admit this to Rachel. Especially not at the cost of Burt's happiness

"I need you to go."

"But Quinn - "

"No, Rachel," Quinn cuts her off before she has a chance to talk her way back into their lives. "You shouldn't be here. If Finn gets here, he would have a heart attack or kick you out by force. And he is right. You don't have the right to come back unannounced. Poor Burt - how the hell am I supposed to explain this to him? If I can't understand it myself!"

Rachel seems taken aback for the first time in this interaction. "He is so big now."

At this comment, Quinn enrages even more. "You _do not_ get to talk about Burt. You do _not_ get to cry for him!" She can feel that she's borderline hysterical. She grabs Rachel by the elbow and she feels a shock run through her body, "good bye, Rachel. Don't come back."

She doesn't care that she could have bruised Rachel with the way she handles her - she's only glad that the brunette is out of her house, even if she is standing on the same porch Quinn threw up those long years ago once she found out Rachel was in New York.

"I'm sorry I hurt you, Quinn," Rachel offers. At least she has the decency to look apologetic.

"This isn't about me or us, Rachel. This is about my son; _my_ son. You can't come back for him eight years later after abandoning him and expect me to just... allow you. I will fight for him."

Rachel smiles. It is unnerving for Quinn, but she doesn't react to it. Rachel wipes the tears off her cheeks and says, "I wouldn't expect any less from you, trooper." With another long lasting look, she turns on her heels and walks away, arms crossed and shoulders sagging.

It isn't until Rachel is no longer in sight that Quinn chokes on air, trying to manage her breathing. She grabs her stomach because she feels bile coming up, and next thing she knows, she is vomiting all over her porch.

"Fuck," she murmurs.

"Mom?"

_Great. _"Yes, buddy?" She tries to compose herself as best as she can but she can't bring herself to look at him in the eyes. Burt is hovering by the door, his eyes downcast, a little embarrassed at seeing his mother falling apart.

He sighs, "are you okay? Should I go to pa's work and ask him to come home?"

Quinn straightens up from her hunched over position in an instant, "No! Burt, please don't tell your father about mom's friend visiting. He doesn't like her very much and he would be very upset." Burt doesn't seem to buy what she's trying to sell him so she adds, "I'm just trying to protect your pa. His heart hasn't been okay lately and this would very much hurt him."

Burt nods. He bites his lip, and then asks, "is she my real mother?"

The question hits Quinn on the face like a brick. Her lungs feel constricting and she wants to throw up again, all at the same time. "I'm your real mother, Burt Landon Hudson."

He rushes over to her when she loses footing and slips on her way to him. "Mom, I'm 10 now. You can tell me the truth, I'm old enough." He pulls back his shoulders, defiant of the world, trying to show he's not afraid of pain or lies. It reminds Quinn of Rachel Berry very much.

"Help me up, Burt." She demands. "I will explain everything once I get this cleaned up, okay?"

"'Kay, mom. I'll help."

She wants to cry and smile, "thanks, my sweet boy."

He turns around to grab a bucket and some rags, but stops just inside the door, "I love you. For all I know, no matter what you tell me, _you're_ my mom."

That does it. It both breaks and mends Quinn's heart - she cries but tries to compose herself, "oh, honey. Come here." He runs to her and she kneels on her yellow sundress to catch him in her arms. He hides his head in her neck, and she ruffles his hair with her fingers, "I love you so much. You're the best thing that's ever happened to me."

They stay in the warm embrace for another minute until she pushes him away lightly by the shoulders. "Let's clean my mess before your dad's home, alright? And then I can explain to you all about Rachel."

* * *

><p><em>Should I go on?<em>

_Comment and let me know what you guys think so far._

_-TWiM_


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